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Voya 401(k)Savings PlanEffective September 15, 2017Voya.com

Table of ContentsSummary Plan Description . 4Features At-A-Glance . 5Participation . 7Eligibility . 7Enrollment . 7Eligible Compensation . 8Your Contributions . 10Pre-tax Contributions . 10Roth Contributions . 10Matching Contributions . 10Tax Consequences and IRS Limitations . 11Tax Consequences of Withdrawals . 12Changing or Stopping Your Contributions . 12Catch-up Contributions . 13Rollovers from Another Qualified Plan or IRA . 13How to Receive Matching Contributions . 14Vesting . 15Source of Leveraged ING Groep Stock . 17Profit Sharing Contributions . 17Investing Your Account . 18Investment Options . 18Valuing the Voya Company Stock Fund, the ING Group Company Stock Fundand the ING Leveraged Company Stock Fund . 19Voting and Tender Rights for the Voya Company Stock Fund, the ING Group Company Stock Fund and theING Leveraged Company Stock . 20Your Investment Decision . 21Limitations on Investment in the Voya Company Stock Fund . 21Changing Investment Allocations . 22Tracking Investment Performance . 22Black Out Periods . 23TD Ameritrade Self-Directed Brokerage Account – Special Considerations . 24Restrictions and Policies . 24Transfers to the Core Investment Options . 25Reports on Your SDBA . 26Protection for Your SDBA . 26Equity Wash Provision – Voya Stable Value Option . 27Limits on Trading Activity . 28VOYA 401(k) SAVINGS PLAN2

Table of ContentsWithdrawals While You Are Working . 29Hardship Withdrawals . 29Withdrawals after 59½ . 29Withdrawals from Rollover Accounts and Roth Rollover Accounts . 30Withdrawals for Participants in a Prior Plan . 30Type of Money Used for Withdrawals . 31Applying for a Withdrawal . 31Taxes on Withdrawals . 31Loans While You Are Working . 32Eligibility . 32Loan Limits . 32Interest on Your Loan . 33Repayment Schedule . 33Type of Money Used for a Loan . 33Applying for a Loan . 33Defaulting on a Loan . 34Receiving A Final Distribution . 35Eligibility . 35Payment Timing . 35Payment Options . 36Lump-sum Payment . 36Installment Payments for a Certain Period . 36If You Die . 36Naming a Beneficiary . 37Applying for Payment . 38Loss of Benefits . 39Plan Details . 40Your Rights Under ERISA . 42Claims Filing and Appeals . 44Other Information About Plan Administration . 47Tax Rules . 47Highly Compensated Employees . 50Limits on Benefits . 50Top-heavy Plans. 50Assignment of Benefits and Qualified Domestic Relations Orders (QDROs) . 50PBGC . 51Plan Continuance . 51The Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA) . 51Where to Get Help . 52Prospectus Supplement . .53VOYA 401(k) SAVINGS PLAN3

Summary Plan DescriptionThe Voya 401(k) Savings Plan (the “Plan”) (formerly the ING U.S. Savings Plan and ESOP) allows you tosave from 1% to 50% of your earnings (subject to limits imposed by the Internal Revenue Code (“Code”).Under the Plan, the Company will match 100% of the first 6% of your eligible contributions. Theallocation will be made in cash and invested in the same investment options that you select for futurecontributions. Your money grows on a tax-deferred basis if you contribute on a pre-tax basis. If you makeafter-tax Roth 401(k) contributions, your contributions are taxed going in but when you withdraw yourmoney, the earnings on those contributions can be potentially tax free.Note: The Plan is a defined contribution profit sharing plan. This means the Pension Benefit GuarantyCorporation (“PBGC”) does not insure the Plan benefits. Your contributions are fully funded to the Trustas soon as administratively possible after they are withheld from your eligible compensation.Voya 401(k) Savings Plan Summary Plan Description (effective September 15, 2017).This document constitutes part of a prospectus covering employer securities that have been registeredunder the Securities Act of 1933. Neither the Securities and Exchange Commission nor any statesecurities commission has approved or disapproved of these securities or determined if the prospectusis truthful or complete. Any representation to the contrary is a criminal offense.VOYA 401(k) SAVINGS PLAN4

Features At-A-GlanceAutomatic enrollment for newhiresNew employees will be automatically enrolled in the Plan unless anelection not to participate is made within the 60 day period followingthe date their eligibility to participate is reported to the Plan’srecordkeeper. Automatically enrolled participants will initially have3% of their eligible pay contributed to the Plan on a pre-tax basis.As of March 1st following the period in which the participantcompletes twelve (12) months of participation, the contribution willautomatically increase to 4%, and will automatically increase by 1%on every March 1st thereafter until the percentage reaches 6%. Nofurther automatic increases will take place after the contributionpercentage reaches 6%.An automatically enrolled participant may elect within 90 days afterthe first pay date on which an automatic contribution has beenwithheld to cease participation in the Plan and receive a distributionof all amounts deferred. A withdrawal election shall be effective onthe last day of the payroll period that begins after the date theelection is made.An automatically enrolled participant may change his or hercontribution amount or cease deferrals to the Plan at any time.Company match — made incashA Company match of 100% up to the first 6% of your eligiblecompensation from each paycheck is allocated pursuant to yourinvestment elections for future contributions. The match is made ona pre-tax basis regardless of whether the contribution is on a pretax or Roth basis.Immediate eligibility for matchYou will receive matching contributions as soon as you begin tomake contributions to the Plan.Contribution limits You may contribute up to the lesser of 50% of your eligible compensation up to the Codelimit on compensation ( 275,000 in 2018) on a pretax or Roth basis; or Up to the Code limit on elective deferrals ( 18,500 in2018). You may make Catch-up Contributions to the Plan if you will beage 50 or over by the end of the calendar year, subject to theCode limit ( 6,000 for 2018). All the money you contribute, as well as any investmentearnings on these amounts, is immediately vested. You will generally vest in the company match at a rate of 25%per year of service and will be 100% vested after four years ofservice.VestingPlan recordkeeperVoya Retirement Insurance and Annuity Company is the Plan’srecordkeeper.VOYA 401(k) SAVINGS PLAN5

Features At-A-GlanceInvestment optionsYou have a number of investment options in which to invest yourPlan Accounts, including a series of target date lifecycle funds. Ifamounts are automatically contributed to the Plan for you under theauto-enrollment feature, they will be invested in the target datelifecycle fund, based on the year in which you turn age 65, unlessyou make an investment election.WithdrawalsCertain withdrawals may be rolled over to other qualified plans orIRAs as allowed, subject to applicable federal tax rules.In-service and hardship withdrawals are permitted, subject to certainPlan limits.LoansLoans are permitted, subject to certain Plan and IRS limits.Tax-deferred statusAll your pre-tax contributions, the Company’s match and anyearnings on those contributions are tax deferred until you receivethe funds.All your contributions made to the Roth 401(k) are taxed at the timecontributed, but the earnings on those contributions are tax free,provided they are withdrawn according to certain Plan and IRSrules.PortabilityYou can receive all vested funds when you retire or leave theCompany.Tracking performanceQuarterly updates are sent to your home or you may go online tothe myHR portal or access www.voyaretirementplans.com tomonitor your Plan Accounts and investment performance.Self-Directed BrokerageAccount with TD AmeritradeYou may invest a portion of your Plan assets in a TD Ameritradeself- directed brokerage account that provides access to a widerarray of investment choices, including publicly traded stock, ETFs,fixed income securities and a broad range of mutual funds.VOYA 401(k) SAVINGS PLAN6

ParticipationEligibilityGenerally, all employees of participating companies are eligible to participate in the Plan immediatelyupon being hired. Those ineligible for participation generally include temporary employees, independentcontractors (even if later determined to be a Company employee), employees covered by a collectivebargaining agreement, leased employees, nonresident aliens with no U.S. source income (except certaindesignated nonresident aliens paid through the U.S. payroll of a participating company), statutoryemployees and individuals who are not classified as employees of participating companies on the payrollof such companies (even if they are later reclassified as employees).EnrollmentAutomatic EnrollmentNewly hired eligible employees will be automatically enrolled in the Plan. If you make no deferral electionduring the first 60 days of the date your employment record was first sent to the Plan’s recordkeeper, youwill be automatically enrolled in the Plan at a pre-tax contribution rate of 3%. During the 60 day period,you may either voluntarily enroll in the Plan (as more fully described below) or you may elect not toparticipate.For participants who have been in the Plan for at least 12 months and remain in the automatic enrollmentprogram, the 3% pre-tax contribution rate will be increased by 1% annually in each March until it reaches6%.You will receive information about enrollment when your employment record is sent to the Plan’srecordkeeper.Making ChangesTo cease contributing to the Plan or to change the amount you are contributing, call the Benefits ServiceCenter at (800) 555-1899 and follow the interactive menu to the Plan, visit the myHR portal, or accessthe Plan site directly at www.voyaretirementplans.com/enrollmentcenter.You will need to verify some personal information when you call or log on. Then, you will need to: Indicate the whole percentage of eligible compensation (from 0% to 50%) that you want tosave. An election of 0% ceases your contribution to the Plan. Please see Your Contributions onpage 12 for details. Indicate how you want to invest your savings. See Investing Your Account on page 18 for details. Complete an online beneficiary designation indicating whom you want to receive your PlanAccounts if you should die before receiving a distribution of your entire benefit interest fromthis Plan. You can name anyone, but if you are married and want to name a beneficiary other thanyour spouse, federal law requires your spouse’s written, notarized consent; otherwise, your spouse willremain the sole beneficiary. It is important to keep your beneficiary designation up to date. You canmake a change at any time. Simply complete your beneficiary designation online atwww.voyaretirementplans.com. If you are designating someone other than your spouse, you will needto complete a Beneficiary Designation Form. You ca